AES announced it had obtained the final consents from holders of its 5.800% Senior Notes due 2032, a key step in the merger with Horizon Parent, L.P. The consents were received on March 18, 2026, and the company disclosed the achievement on March 19.
The consent solicitation was part of a supplemental indenture that amends the governing indenture to modify change‑of‑control provisions, allowing the notes to remain in force under the new ownership structure. The consent fee was $2.50 per $1,000 of aggregate principal.
The expiration date for the 2032 consent solicitation was March 18, 2026, at 5:00 p.m. New York City time. Consents for the 2028, 2030, and 2031 notes were also extended, with a new deadline of March 24, 2026.
The merger, announced on March 1, 2026, will see Horizon Merger Sub merge into AES, with each AES common share converted into $15.00 in cash, valuing the transaction at roughly $10.7 billion. The deal is expected to close in late 2026 or early 2027, pending shareholder and regulatory approvals.
Market reaction to the consent progress has been tempered by analyst downgrades. Morgan Stanley lowered AES to Equalweight from Overweight and cut its price target to $15, citing takeover uncertainty. Mizuho also downgraded the company to Neutral from Outperform. The downgrades reflect concerns about execution risk and the valuation implied by the cash offer.
The consent approval strengthens AES’s capital structure and liquidity. By amending the indentures, the company reduces commitments under the backstop facility that Horizon’s consortium has provided for the merger, easing debt servicing obligations and improving financial flexibility.
AES’s overall debt load remains significant, with total debt of $30.9 billion and a debt‑to‑equity ratio of 7.62. Nevertheless, the company maintains a 4.96 % dividend yield and has increased dividends for 14 consecutive years, underscoring its commitment to shareholder returns.
The consortium financing the acquisition is 100 % equity‑based, led by Global Infrastructure Partners and EQT Infrastructure VI, with co‑underwriters CalPERS and Qatar Investment Authority. The deal is not expected to impact customer rates in AES’s regulated utilities.
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